[You can read part one of the interview at Illinois Entertainer.]

"What do you think scoring is? One-hundred percent I don't have to be the leader. Although I'm very opinionated, and I will throw down for my ideas. But I'm just as quick -- and people I work with will tell you this -- when I think my ideas suck I will throw them out just as quickly. It doesn't mean I think I'm right, I'm just gonna fight for my vision. Whether the idea came from me doesn't matter; I'm chasing after something that's bigger than that. It's easy for me to step out of leadership positions, but it's not easy for me to work with people who don't have a clear vision. If they're not gonna put one forth, I'm gonna fill it in for them. And if theirs is better than mine, I'm gonna take theirs. I get very spiritual about it. I think it's important for things to be made. Great books, movies, music, great art, dinner parties -- anything can be a work of art to me, but I'm obsessed with art-making. But I don't have that kind of ego where it has to be mine."

Phair, as any parent and particularly mother would, refers often to how much having a child has changed and matured her, put things in perspective, etc., etc. Typically, lifestyle-magazine banter of this nature veers into anecdotes about first boo-boos and coming down stairs to find little Johnny saturating his face with Mildew Be Gone. But Phair's son is 14. In four years she'll be an empty nester. Forgive her if she's not so wistful. She's gotten a little bold.

"Just like everyone says, it goes faster and faster. It's inconsequential, the stuff you cared about when you were young," she reasons. "I just learned to surf this summer and I learned to skateboard a little bit. And everyone's like, 'Aren't you a little old?' There's something slightly unseemly about picking that up in your 40s. And I remember thinking, 'Really? We're gonna sit there and think that kind of thing?' I still have a body that's balanced and functional and healthy. I'll try just about anything, maybe more so than when I was younger because I was worried about looking bad or being embarrassed. He would love it if I had more of a sense of being embarrassed about stuff. But, you know."

While she does admit motherhood cured her notorious stagefright, she's most nostalgic for her life just before her son entered the script.

"There are moments when I get wistful for the time I used to smile less," she teases. "I used to look more mysterious and be more mysterious -- I get very wistful for that. I'll see an old picture and for three days vow to be more like that. And I'll try to be more sexy and cool -- like, 'Yeah, I've seen it all, done it all, and I'm really not very impressed.' And it doesn't last for very long because, now that you've had a kid, you know how goofy you have to be. THat's the only part about being young that I really miss. It's being -- what do you call that? Oblivious? Being oblivious to your own bullshit is really important and special. That was really a fun period. It seems like utter play-acting now, but I enjoyed the play."

She continues, "A lot of people are like, 'Why aren't you the same as you were when you were 20?' Because I've physically and socially traveled so much farther than that. Everywhere I go and the next scene I immerse myself in adn the next group of people I'm hanging out with or the next creative endeavor I take up that I don't know how to do and I learn how to do, it's going to change everything that I do. And if you're one of those people who knew who you wanted to be, grew up, in that scene, stayed in that scene, and kept working in that scene, your records are going to sound the same. You're working in depth, and there's a great value in that as well: getting to know something and really getting to know it is a great way to master it. And I'm just an explorer. I'm a born adventurer. My ya-ya's come from taking on new challenges and going where I haven't gone before. And I'm very free about letting that affect the output that I release."

But the elephant in the room remains this issue of her sagging musical popularity. If scoring is going so well, if penning a novel engagers her so much, why continue the pursuit? Making music might be unavoidable, but why release it?

"I don't know," she pauses. "I've always been this way and don't question it anymore. As we all know, I get so much shit for my choices, but I was just born this way. I did it when I was taking piano lessons at age 5. I've been drawing, playing music, writing, and making up stories in my head my entire life. It's who I am. If I were to look at my life as a whole and been asked what would I like to have down with it, a major part of me would have wanted to do what I'm doing. I'm planning to leave a trail of creative artifacts, and I'm really sure about that. It's like breathing. I have to."

Phair scoffs at the notion she's trying to prove herself.

"I'm way too old for that," she laughs. "Proving myself? That's gotta be a younger sport. I mean, approval? In general, approval feels like a really old thing I was involved in a lot longer ago. Jesus, I've spent a lot longer time thinking about the fact that I'm going to be dead soon. I don't have time to think about bullshit like proving myself. Who gives a shit? I want to do stuff that affects people. If anything, I'm into trying to get it right in terms of wht I want [people] to feel, be able to elicit that feeling. And I definitely don't always get it right. But I extremely love it when I do."

And she's not shy about that.